By John Helmer, Moscow
Something dark, something blacked out is happening at TMK (Trubnaya Metallurgicheskaya Kompaniya, Metal Pipe Company), Russia’s leading manufacturer, and one of the world’s leading manufacturers, of steel pipes for oil, gas, water, and construction.
In an unprecedented triple change of mind, TMK owned by Dmitry Pumpyansky announced an initial public offering (IPO) of shares in its American subsidiary IPSCO Tubulars Inc. on January 29. Just ten days later, on February 8, the company announced to the New York Stock Exchange it was withdrawing the share sale. The official reason was that “the continued market and economic volatility are not optimal conditions for an initial public offering.” In four more weeks, on March 9, TMK issued a new prospectus, reopening the sale of the IPSCO shares.
The company will not explain why it changed its mind, or what has happened in the volatile New York market to justify restarting the IPO. Not a single London or Moscow-based bank analyst identified by TMK as specializing in its business will give a reason. Moody’s rating agency, which lifted TMK’s outlook from negative to stable on February 28, has also failed to explain what is happening.
The answer, however, can be found in the small print of the two IPO prospectuses issued by TMK and IPSCO. TMK’s debt has been growing, the two prospectuses report, revealing that TMK’s lenders are increasingly anxious to be repaid. Two of the banks are relatively small lenders, but they have been demanding early repayments in recent days, as TMK’s share price fell after the IPO cancellation.
The biggest of TMK’s lenders is the Russian state bank VTB. It is pressure from VTB which has caused the sudden re-issue of the IPO prospectus — with one important change visible in the small print; that’s to say, invisible in the small print. VTB is insisting Pumpyansky drop the share price target of the first prospectus and sell for whatever price he can get now. VTB’s cash call has led to a share price target in the new prospectus that is blank. (more…)






















